Popcorn (1991)

     directed by Mark Herrier

          starring Tom Villard, Jill Schoelen, and Derek Rydall

Where to start? This movie, an early-nineties low-grade horror flick, is ridiculous and more than a little bit bad, but also genuinely terrifying in a few places and oddly charming in others. It's a strange little mess that horror film aficionados love for its lampooning of its own genre and scared girls like me have to cry and hide under the blankets for half of. It's also surprisingly relevant to the Phantom story, despite the usual trend toward film versions of the story taking wild side trips far, far away from the source material.

Those who keep up with bad Phantom movies will have already noticed some familiar names above; this film manages to bring together two actors from other Phantom films, namely Derek Rydall, our unforgettable leather-jacket-clad stalker from the 1988 movie Phantom of the Mall, and Jill Schoelen, only a few years before seen as a Christine fleeing from Robert Englund's diabolical Erik in the 1989 version of The Phantom of the Opera. It's an unlikely combination of movies, to say the least. Schoelen is, of course, playing Christine again here (this time in the form of Maggie, a spunky college film major), while Rydall and his biceps, symbiotic creatures if I ever saw them, will be jumping the fence to play Mark, one of the most long-suffering Raouls you will ever encounter.

We start the film with Maggie having exceptionally lurid nightmares about a child (pretty obviously herself), a severed head that talks, lots of flames and burned skin, someone screaming the name Sarah, and a creepy long-haired vagrant-looking man with a bizarre undulating sword coming to kill her. It's all presented in flashes and disconnected segments, which helps get the idea of incoherence across perhaps a little bit too well for the audience, who are somewhat startled to have been catapulted into what looks like a 1970s Nine Inch Nails music video.

Maggie, of course, has had these dreams before, we learn when she casually discusses it with her mother as she runs out the door to class (breakfast is for less artistically motivated students!). She plans to turn it into a movie, the Most Amazing and Groundbreaking Movie of the Decade, a label which is somewhat disheartening for the audience since most of us just spent the last several minutes wondering what the hell was going on in it. Mom (whose name is actually Suzanne) seems vaguely concerned about Maggie's dreams, but not concerned enough to do anything but tell her not to worry about them; this is Foreshadowing, but it's hard to tell due to a lack of real information this far into the movie.

So never fear: a creepy phone call to the rescue! A classically distorted-yet-scary male voice over the phone asks Suzanne if she remembers for whom the ninth circle of Hell is reserved before hanging up; in my living room, we poured one out on the curb for good old Dante. The ninth circle of Hell, of course, for those not up on their fourteen-century Italian poetry, is reserved for traitors. I really felt like mystery phone voice man could have been more specific, since it also has various sections for various kinds of traitors, but apparently he assumed Suzanne would know what he was talking about. Like every good female character in a horror movie, she hangs up and pretends nothing happened instead of, you know, telling anyone.

It's interesting that Maggie is a screenwriter - that is, she's a creator, not a performer, a role usually reserved for the Phantom. Christine is generally a performer (that is, she is acted upon by the Phantom, not the creator of the situation), so it's an interesting symbolic inversion of power. Of course, power over her environment is not something we are ever going to be able to attribute to Maggie, but it's an interesting idea nonetheless, and one we seldom see (the last example that springs to mind is in the 1996 Ashe novel).

Oh, Rydall... it's so good to see that you in no way abandoned your cavalcade of failure from the 1988 film, just brought it with you in all its bicepped glory. Not only is he still a terrible actor, he's now kicking off his new career as the Raoul figure by badgering Maggie for sex and then having a terribly executed tantrum when she refuses (on the grounds that she needs to focus on her writing and studies, which makes the scene mildly reminiscent of Christine's refusal to marry Richard in the 1989 film). We are given to understand that he's been pursuing her for some time and that she likes him but wants to concentrate on other things, which is making him severely frustrated and prone to threatening her with dating other girls; it's sort of the opposite of the usual Raoul attitude, and doesn't make him particularly appealing (especially not with Rydall delivering his lines with all the conviction and verve of salami).

Now, theoretically, Maggie and Mark attend the University of California, at a non-existent satellite campus in Oceanview; however, considering how the university constantly shorts and outright undermines the film department, I have to question this. Come on, UCal! What gives with the sudden hatred for the Hollywood legacy? At any rate, the film department is broke, so in an effort to raise money they are planning to hold an all-night "horrorthon". Sensing that the local college population might not pay through the nose to see old, terrible movies in an abandoned theatre, they also plan to show only movies that have the "extras" - experimental film enhancers popular in the 1950s and 1960s.

The extras are really the best part of this movie, too, because they're hilarious. They range from things that are still fairly common today (3D films, old versions of which are hysterical, by the way) to things that existed but were never common at all (Smellovision, which sends scents into the audience during the film to replicate what's happening onscreen) to things that never existed because they are obvious health hazards and audience removers (Shockoscope, an invention for this film that involves administering electric shocks to viewers during charged parts of the movie). Because electrocuting your movie-goers is the best idea ever, amirite? These are actually delightful, partly because of the unselfconsciously wacky way they're enacted and partly because they do actually bring up a little sense of nostalgia for a time when movie theatres were almost as much live performance as they were canned (which in turn reminds me of the nostalgia angle in the 1974 Levitt/Cassidy film, though it's played for laughs here).

The theatre they've chosen to use for this extravaganza is called Dreamland (subtle, in light of the opening of the film, I know!). According to the film teacher, it was originally a live theatre that was converted to show films, and is now about to be torn down (in fact, in about two weeks, so they have to move quickly). The tearing down of an old theatre is a device used semi-regularly in modern Phantom retellings, the most prominent being the 1974 Levitt/Cassidy film again and the Zach childrens' book.

And now for one of the coolest and yet most random things in the film: an old guy. Ray Walston (a venerable old master who played, among other things, the Devil in the musical Damn Yankees) plays Malcolm Mnesyne (his name is an obvious play on Mnemosyne, the Greek titan of memory, which both plays into his role as a purveyor of nostalgia and is ironically humorous considering his inability to remember anyone's name), a hilarious old man who is a huge fan of old cinema and has veritable barrels, crates, and buckets full of old props, costumes, film reels, and anything else someone might once have used in the running of an old theatre, which he normally sells in his movie memorabilia shop. He's letting the film department use it out of the goodness of his heart, apparently, just for the joy of seeing someone use it again. He is hysterically dignified and uses words like "ballyhoo". I seriously want an entire movie about Mr. Mnesyne; it'd be like The Imaginarium of Dr. Parnassus, except with fewer devil-pacts and more impromptu organ-playing. There is also a Secret having to do with him, but it's so subtle that, aside from the obviously fishy name, the audience will not catch it until the very end of the film, which is impressive in a movie I expect to have all the subtlety of a plague of locusts.

So, with only two weeks to go, the kids embark upon an eighties cleaning montage, which basically had me rolling on the floor; it's obviously intended to be a parody of the usual cleaning montage, and it fits in seamlessly with the rest of the movie, which is determinedly not taking itself very seriously. There is random dancing and unnecessarily overjoyed happiness to be cleaning. "Saturday Night at the Movies" by the Drifters plays with wild abandon. A random camera shot zooms in very obviously on the popcorn machine, just to justify the film's title.

But, lest there be no more symbolism to remind us of scary things in our future, the kids are now cheerfully making plaster masks from casts of their own faces, intending to use them in decoration and costuming; this reminds us of the film's Phantom origins, of course, but is also an intentional reminder of some shots during the credits at the opening of the film, which showed rubber face-masks floating in tanks of water at some mysterious locale. It seems clear that the Phantom in this film probably owes a lot to that of the Little/Englund movie.

After all the fun and games, however, one of the students discovers a film reel tucked away in a corner of one of Mr. Mnesyne's trunks. It is marked only "Do Not Open", so of course they feel they have no choice but to bust that sucker out and watch it on the theatre's projection screen. The film turns out to be a fragment of a horror movie, mostly entailing shots of a man's frantically-moving eye and other parts of his face, and his sepulchral voice repeating, "I am the possessed" and talking about a mysterious "Possessor". All the talk of possession really suggests something demonic or otherworldly, which is exciting for me because I love it whenever Faustian themes get brought back to the Phantom story.

The scene somehow manages to be both unsettling and hilarious; the unsettling parts are mostly due to the movie itself, which makes no sense but is filled with horrible imagery, including the main character peeling his own scalp away and vomiting blood. The hilarious parts have to do with the fact that it's being watched by a film class, and they are merciless about how bad it is; they sound like I fondly imagine I would sound if I knew anything about film ("Oh, god, he's not going to - he is. He's dollying his nose."). Even the film teacher thinks it's hilariously bad, and just watching them mock it is entertaining.

But only for a bit, because as more of the protagonist's (I... guess he's the protagonist?) face is revealed, Maggie slowly starts having flashbacks from her dreams as she realizes that she's looking at the same man she always sees coming for her with a sword. Several of the same motifs are repeated, including the severed head that turns into a skull and the use of a lot of candelabras, all of which is suitably weird enough that Maggie eventually faints, a choice that reminds us of Christine's on-stage faint in Leroux's novel. The other film students are understandably confused and worried about this development, which is totally harshing their fun.

Uncaring of the fact that her classmates think she's gone bonkers, Maggie immediately begins demanding information about the film and whomever made it when she wakes up, leading to the annoyance of all her classmates and the eventual revelation by her teacher that he thinks it might be a fragment of an old film called The Possessor, made twenty years or so ago. It was made by a man named Lanyard Gates, it turns out, who was a filmmaker with a large cult following who believed that dropping acid made him make better movies (oh, honey, how many filmmakers have tried that one?). The movies, of course, were terrible, which led to widespread critical panning and Gates becoming an angry, bitter person; entertainingly, the film teacher knows all this because he nearly joined the cult himself back in his young and wild days, but eventually gave it up when he saw how terrible the films were. It's fun to imagine this guy as a young acid-dropping thing, liberated from his V-neck sweaters. At any rate, Gates' last movie was The Possessor, his response to all the criticism leveled at him, which was only two-thirds filmed and involved himself in a live performance at the end, during which, according to the teacher, he killed his family onstage and then set the theatre on fire.

Despite this intensely interesting story, somehow none of the kids are intrigued enough to ask important questions, such as what happened to Gates (did he die? did he live? did he go to jail? why does no one want to know?) or why their random old man friend has a reel for a film that was thought to have been totally destroyed decades ago. This is in order to make Maggie the only one who Believes the Truth, but mostly makes everyone else look like listless jackasses.

Back at home, Maggie's mother is obviously fucking terrified when Maggie explains all this to her, but Maggie herself apparently has the empathy of a rock since she seems not to notice any of it at all. The whole scene is lazy and smacks of The Plot Must Go On, most notably in the fact that we have no idea what Suzanne's problem is and that Maggie randomly goes home and asks her about Lanyard Gates as if there is any reason she should assume her mother knows about this obscure piece of film history. Her inanimate-object-level perceptive powers continue to fail her when she apparently completely misses Suzanne's spectacular failure to sound nonchalant when lying about never having heard of him.

While they're talking in this scene, Suzanne's hanging out in front of some sliding doors and we can see, in a single flash, the shadow of a man cross in the darkness behind her. It's hard to tell if this is clever, creepy foreshadowing (in which case it's subtle as hell and pretty epic) or just a crewmember choosing the wrong moment to cross the area near reflective glass (sadly, a much more likely prospect, but I pretended it was totally awesome creepiness anyway).

Their conversation continues to make absolutely no sense; out of the blue, Suzanne suddenly starts trying to convince Maggie that they should flee to a faraway state or even country (under a thin, not-even-Maggie-can-miss-it ruse of "going on vacation"), which Maggie responds to by cheerfully declining since she doesn't want to leave school and not, in any way, finding it strange, confusing, or worth asking about. Moms. Sometimes they just want you to run away to Malaysia, those wacky ladies.

At one point here, Dee Wallace delivers a truly dead-eyed line when she says, "I miss the little girl who used to need me so much." Forget the Phantom; for a second she's utterly terrifying, both because of the subtle implication that something in Maggie's childhood has significance and for the sheer impenetrable facade she throws up (why didn't you do that earlier when you were sucking so hard at being convincing, woman?). I suddenly want her to be the villain. Wallace is kind of too much of a badass acting mofo to be in this movie with these other people, starting now. I want her, Walston and Villard to run away and make a more awesome movie together.

After Maggie goes to bed, the scariest part of the film occurs, during which Suzanne receives another terrifying phone call, again referencing the ninth circle of Hell. Considering our new information about Gates, it seems like the voice is in some way connected to him, leaving us to wonder whether he's implying that he is in Hell for having killed his family (one of the sections of the ninth circle is specifically for those who betray family members) or whether he's calling Suzanne a traitor. The call only gets worse; when she demands, obviously already frightened, to know who she's talking to, the voice begins repeating the lines from the film, calling itself the possessor and laughing gutturally at her, causing her to instantly panic (again, it's obvious that she knows something the audience doesn't about all this Possessor business). The voice tells her that it wants Maggie, causing her to start crying, and that it's hiding in Dreamland, causing Wallace to cast an excellent panicked look toward Maggie's bedroom before she realizes that it means the theatre, and then the line goes dead. 

The whole scene is shot with intensity and a seriously personal focus on Suzanne and her fear, as well as being mostly in the dark with only ambient light from outside streetlamps; in short, it's terrifying. I had to stop and restart the film several times when trying to watch it alone, just in this scene (oh god why am I such a wuss why would anyone want to watch this voluntarily). I would be a terrible horror movie heroine, because I seriously DON'T WANT TO KNOW. I would never sally forth into the unknown to find out what was going on. I'd call the police and cower sensibly. This is why I am not in the movies.

But Suzanne is in the movies, so she pursues the only reasonable course of action and, after completely failing to alert law enforcement, drives to the theatre in the middle of the night alone with a gun. Problem-solving!

The last scene was very creepy, but it has nothing on this one: from start to finish, it's one of the scenes most likely to freak me the hell out in all of Phantom film, as well as being one of the ones that best illustrates the idea of the Phantom as sole master and supernatural controller of his domain. As soon as Suzanne arrives, obviously scared nearly witless but determinedly hanging onto her gun, every light in the place comes on simultaneously, not only informing us that the Phantom has total control over it but also driving home the uncomfortable realization that he also has total awareness of the area, since all she's done so far is get out of her car.

The scene from this point on is a battle of wills between the Phantom's supernatural menace (which, frankly, would have instantly won had I been on the other side of it) and Wallace's steely-eyed, terrified-yet-desperately-brave determination to overcome it. The film's worth the price of admission just for this scene, in which Wallace really shines as an actress and the level of terror coming off the screen made me turn it off several more times until I could go get ice cream, pajamas, and John to help me power through the rest. Once the lights have all come on and Suzanne continues to advance on the place, the letters on the marquee begin flying off, very clearly without anyone being near them, and crashing to the ground around her (for an extra dollop of gallows humor from the Phantom, the first one to fall, landing exactly at her feet, is the letter Y). She's forced to stop just to protect herself from the sudden storm of letters; the audience, meanwhile, is waiting with anticipation to try to figure out what letters will be left and what the marquee will say afterward, which is a fun game (especially since none of us were paying much attention when the kids put them up in the first place, because why would you?). The joke is on us, however, because none of the original letters do remain; the marquee is completely emptied, and then (through the magic of terrible special effects which we can forgive because the scene is otherwise excellent) lights up from behind with the single word POSSESSOR.

You have to love Wallace in this scene; she's so full of take-no-shit bravery, even in the face of obviously dangerous and supernatural phenomena. She's still solving problems like a hammer looking for nails, but in her own way she's admirable, and despite the pretty sure knowledge that she's going to hella die in the next few minutes, I want her to triumph.

It's pretty clear, though, when the ticket booth turns itself on and spits out a single ticket for her, that there's no winning here for anybody but the Phantom. Aside from my flailing and screaming OH GOD WHY WOULD YOU GO IN THERE at the screen, it's yet another moment in which the force controlling the theatre is shown to be absolute; I am way convinced that he can do anything and everything he wants to in there. His obvious fixation on Suzanne and the accusations of treachery made me wonder for much of this scene if she were a previous Christine figure who had abandoned or injured the Phantom in some way; this would explain her knowing what was going on and trying so hard to safeguard her daughter from it, as well as shedding some light on his obsession with the both of them. A similar idea was used in the first Argento film as well as in most versions in which the Phantom is obsessed with Christine's spawn, but it turned out later that this was not actually the case.

There's something about films that are about films that really heightens horror; it's that aspect of the viewer really being a part of the proceedings, since at the back of your mind you always know you're doing the exact same thing the hapless people on the screen are doing. It's one of the things that made Ringu so insanely terrifying, and it's a large part of the scariness here, I think.


By the time the theatre doors were opening on their own for her and Wallace was marching bravely in, I'd given up on her making good choices and instead starting spending all my energy on hoping that this was actually a dream sequence (not too far-fetched, considering Maggie's dreams and the theatre's name). Alas, it was not, but you have to at least give her props for being dedicated to saving her kid, even if she's going about it in the least effective way imaginable.

Once inside, the voice from the phone can be heard over the intercom, shouting about justice and retribution; in person, it sounds more human, and also more like it belongs to a person who is completely likely to murder people and wear their skins. For a brief moment, she sees a figure in a hat (vaguely reminiscent of the usual costuming for the Lloyd Webber musical, though there's not much similarity between that version and this) on the balcony above her as The Possessor starts to play on the theatre's screen again, and we have just enough time to note that it does, indeed, look like a kind of hunched-over, partially-obscured version of the man in the film and Maggie's dreams before he cuts all the lights and the room is plunged into blackness.

The rest of the scene is as nightmarish as you expect, really; Suzanne can't see a thing and is shaking and crying, while around her in the dark large bodies are running past. It's a circle the wagons moment, but she just has herself and her little gun. Eventually, a little light from backstage shows a male figure advancing on her, and she shoots it after calling it Lanyard (in case we were not yet aware that she's come here after the long-ago filmmaker). It is not a surprise, given all the junk in the theatre, that it was only a very convincingly puppetteered dummy rather than a real person, but it is fun to note, in the closeup, that it has a skeletal death's-head face and a noose depending from its neck, visual cues that pay homage to the original story's Erik. Poor Suzanne is unable to appreciate the shout-out, since she's busy screaming and being dragged behind the stage by spectral arms.

In case any of that had still failed to be creepy enough for you, when Maggie gets up the next morning she finds breakfast waiting on the table with a note from her mother saying that she's out. Yes, the Phantom was in her house all morning while she slept, and she never knows it. If that's not terrifying, I really don't know what is.

Since she has no idea that anything's wrong and is a college student who avoids her mother most of the time anyway, Maggie blithely goes off to school and the film department gets the horrorthon running. It's understandable that the film students are seriously working the dress-up and acting (for one thing, they're film students, and for another they're trying to make money), but the rest of the students on this campus are seriously way into costuming, to a very surprising degree. It reminds me of the incredible costumed turnout at the event in the 1988 Plone/Sussman film, which proved that small-town America fucking loves fifties nostalgia and keeps a closet of it in every house. But it's a lot of fun for the viewer, and you can't hate an entire audience of excellently costumed and make-up-covered kids who want to see them some bad movies.

Mark (oh, hey, Raoul! I remember him!) turns up for the show, but makes the critical error of bringing a date with him who is not Maggie (from the bleached blonde hair to the tart expression and tight skirt, it is pretty obvious that his date exists only to be lazy shorthand for a "non-worthy woman" that Maggie is better than). For some reason, he is surprised and embarrassed that she would be on hand to find this out at the event she organized (there's more than a little implication that he might just be dating her to make Maggie jealous, though, which would make him marginally smarter), and everyone dramatically snubs everyone else.

In fact, Maggie is snubbing Mark so hard she becomes temporarily oblivious to everyone, since she doesn't notice the extremely ooky hand that passes her some crumpled bills for a ticket. Possibly miffed that she is ignoring him, the mystery figure intentionally mentions The Possessor and then books it when she realizes that she should be paying attention.

There is, of course, compelling creepiness as Maggie runs around the theatre trying to find this guy and Mark runs around trying to find her and apologize and Mark's date sulks alone in the seats, but much more entertaining than any of that are the film parodies now being shown on the screen. The three "classic horror films" that the kids show over the course of the movie are all invented for this film, being respectively The Mosquito (in eye-popping 3d!), The Stench (in sense-staining Smellovision!) and Attack of the Amazing Electrified Man (in unforgettable Shockoscope!); they are all hilarious sendups of bad horror films of days gone by, and are one of the high points of the film (in fact, the Treu/Hutchman film that will follow in 2000 makes use of a similar idea). You can't not enjoy them, which renders a lot of the film department's frantic behind-the-scenes action regrettably annoying now and then when you want to go back to hysterical dialogue like the interchange between the romantic leads in The Mosquito. The actors also look like they're having a blast; how much fun would it have been to make three terrible pretend movies to insert in your slightly-less-terrible real movie?

The audience, though... I get that these are funny, but these kids are leaping off the walls. They're laughing until they cry. They're one free sample giveaway from rioting. Not since The Meateater has an audience had so much unwarranted fun.

The killings begin here and will be basically relentless until the end of the film; the climax of The Mosquito involves what looks like a cast-iron giant mosquito being swung through the flies of the theatre to terrify movie-goers below. It's a fun idea and the college kids love it; I do not love it, because the film teacher (played by Tony Roberts, by the way, for you Law & Order fans) is winning prizes for Most Irresponsible Authority Figure Ever by swinging a giant, heavy mosquito with a sharp, stabby proboscis across an entire audience of his students using ancient technology in a condemned theatre. You frankly don't even need to see the Phantom's disembodied hands with his overriding controller; I'd believe the damn thing killed someone even if there were no shenanigans involved. Sadly, it is the film teacher himself who dies (stabbed through the chest by the mosquito, which the Phantom redirected and he didn't have the sense to try to avoid), a pity since he was one of the more engaging characters, but then again it really is his just deserts for playing with the thing in the first place. He dies a bit too quickly from the mid-chest wound, but maybe he just passes out from the shock or something. I'll be charitable.

In order to keep us from in any way not fearing him, the Phantom then somehow moves the teacher's body to some kind of terrifying Batcave and makes what appear to be plaster molds of his face while everyone continues to have fun above (the teacher's demise happened offstage, so no one is yet aware of it).

Poor Rydall. I have to assume he's trying, but he's so terrible that there's really nothing he can do to save the scenes in which he is required to talk. I think Herrier realized this, because the vast majority of the rest of his scenes devolve into the Mark Slapstick Hour, wherein clumsy misfortune just constantly befalls him. He gets doors slammed in his face, random people punching him, stairs that somehow trip him so he can fall down them, you name it. To add insult to injury, Maggie still won't pay attention to his romantic drama because she's charging around the theatre, convinced that Lanyard Gates is somewhere on the premises stalking her. Poor Raoul... we have fallen so far.

Speaking of Gates, Maggie manages to discover via convenient exposition that Gates' body was never recovered after the fire; several people in the building were burned so badly that they could not be identified, and it is assumed that he was one of these. Maggie, of course, puts two and two together and realizes that it must be Gates causing all the ruckus, having survived his ordeal with terrible burns and a thirst for vengeance.

If you're noticing the lack of me freaking out about how scary this is, that's because it's not, not anymore. While the choice of a concrete human origin for the Phantom is perfectly valid (and not at all surprising considering the legacy of previous film Phantoms), it also doesn't mesh with the supernatural terror of earlier scenes, in which the Phantom's nature was unidentifiable and his superhuman powers seemed unimaginable and insurmountable. I held out hope for a little while that perhaps Gates had been supernaturally resurrected or that something else were still going on to try to keep that creepy vibe alive, but alas, it was not to be. The Phantom is a human figure after all, and while this doesn't prevent him from being menacing, it does prevent him from being terrifying, at least in this film (for a truly terrifying yet completely human Phantom, see the 1987 Argento/Barberini film. Brr). All of the cool and 80% of the scary left with Dee Wallace when she departed.

Various things are happening in order to make us like or at least notice the other film students, which clues us in that they're probably about to be in very bad trouble; the obnoxious wheelchair-bound kid's giggling as he uses the Shockoscope controller to jolt patrons in the theatre is pretty funny, and we learn that our good old film teacher was definitely not as nice a guy as we thought since it turns out he was sleeping with Tina, one of the students, in exchange for grades. We learn this second bit when Tina finds the teacher backstage and, amorous and excited by the idea of possibly getting caught, goes to make out with him.

It's interesting to ponder why the Phantom - who we know must actually be this guy, since we saw the teacher get very dead recently - makes out with Tina instead of rejecting her when he knows it will blow his cover. It's possible that, being a character who perforce has no particular opportunity for human intimacy anymore, the simple hunger for human touch that we see in so many versions of the Phantom might be coming out here; he certainly seems to be into it, and is panting and visibly off-balance for a few moments afterward. Then again, he might also just be giving Tina enough rope to hang herself with; it turns out that the mask is not rubber but something more unstable (which makes sense, given that he didn't have much time to make it), and the heat of their tongue-dueling melts it to Tina's face, giving us a nicely classic horror moment when she starts screaming and clawing at it, stretching the glue of his face that binds them together. Since he had to know that would probably happen (or would he? Not a lot of making out in his recent past, one assumes), he might have done it expressly to frighten her.

Whatever his reasons, she is having no more kissyface after that and so he strangles her with a rope (hey, it's another shout-out to Leroux's Phantom!). It's worth noting that we get to see some of his face here (though the full reveal, without artful lighting and bits of fleshmask still clinging, will be later), and it is seriously weird-looking. It really doesn't match up to the idea of "burns"; it's a bizarrely inhuman-looking mess, and the closest analogue that's coming to mind is the deformed side of the Phantom's face in the Microprose game. He straight up looks like Red Skull crossed with a little bit of Pinhead, which is kind of discombobulating.

Maggie and Mark, who are the worst amateur detectives in the history of film, run by but are convinced by the most horribly unconvincing puppetteering and voice-mimicry ever that Tina is totally standing over there and telling them to look somewhere else for the film teacher. Seriously, it could not look more like she was dead and having her arms moved around by someone else. M&M are totally sold, though, so off they go to the loading dock, where they promptly lock themselves out and then have a hilarious fight about how Maggie won't let Mark save the day ("But there's a fence that way." "We'll climb it!" "A barbed wire fence." "We'll fly over it! WILL YOU JUST TRUST ME?").

In a move that is not particularly surprising now, the Phantom ties the wheelchair boy to his console and sets it to electrocute him at the end of a countdown (he has the usual desperate chance of reaching the off switch via squirming, but we all know he won't make it in time). Interestingly, he does this while impersonating Tina this time, much to the poor kid's confusion. I spent some time wondering here why the Phantom was tailoring his kills to the film being shown (with the possible exception of poor Tina, who was killed during The Stench, but I think she put him off-balance with her smoochings). None of them really have anything to do with The Possessor nor with Maggie, his two apparent obsessions; in fact, I'm not really even sure why he's bothering to kill the film students at all, since they also have nothing to do with it. It's all very baffling and makes the latter half of the film seem annoyingly pointless.

Incidentally, Attack of the Amazing Electrified Man is playing right now, and its penultimate scene involves a woman bravely kissing the insane titular character (an ex, it is implied) so that he doesn't go on a rampage and kill her lover. The parallel to the Phantom story and its "living bride" idea is obvious, especially when the electrified man, after the current of his kiss has killed the woman, begs to be put away again. It's a nice touch that again shows that Herrier was paying attention to the source material, even if he wasn't being particularly scrupulous about interpreting it.

The electrocution death of the wheelchair-bound boy is very reminiscent of the electrocution death of the projectionist in the 1979 Savage/Joboulian film; in fact, a lot about this movie is reminiscent of it, not only because they are both set in movie theatres, and I have a suspicion that the nuclear badness of The Meateater might have been part of the inspiration for this film's lampooning of the bad horror movie genre. As opposed to my whines in that movie, though, this one does acknowledge the voltage needed to successfully electrocute a human to death, and his demise knocks the theatre's power out for a while.

The college kids are deeply displeased because they're here to see movies, not sit in the dark, but luckily the film students had already hired and budgeted for a reggae band to perform at some point during the festivities (???), so they get them out onstage and the crowd is appeased. Man, these college kids fucking love impromptu reggae. In the course of researching this film, it came to light that it was actually shot in Jamaica rather than in California, and now everything makes so much sense.

After various frightening run-ins with the shadowy Phantom, including discovering his voice on her pocket recorder and a few cornered moments in the theatre, Maggie realizes that she must actually be Sarah, the little girl from her dream, and that Gates must have been her father; after he killed her mother onstage, Suzanne (who, it is revealed, is actually her aunt and not her mother) shot Gates before he could stab the child, saving Maggie but causing him to topple over a large brazier onstage and start the fatal fire that destroyed most of the building. A few things about this are notable from a Phantom point of view: the Phantom as Christine's father is a dynamic explored in the Sanford/Green book and the original draft of the 1943 Lubin/Rains film, and it's always exciting to see it come up again. It's also fun to see the idea of the Phantom as dedicated to his art again, as it becomes apparent that The Possessor really was a case of horrifying performance art that included live killing, not the beginning of an unfocused rage rampage (the fire wasn't part of his plan).

Traumatized and panicky, Maggie flees and runs into Toby, one of the other film students who helped set up the festival and has been trying to keep it running throughout the disasters of the evening. In a surprise twist, he takes on the Raoul role as she clings to him and sobs out her story, making the scene reminiscent of Christine's confession to Raoul beneath Apollo's lyre; he doesn't seem to quite know what to do with a sobbing girl who claims that she's just recovered suppressed memories about a terrifying deformed father returning from the grave to kill her, but he gamely hangs onto her anyway. Mark is off getting his face run into things anyway, so somebody's got to do it. Toby seems mildly bewildered, but tells her that he believes something must be going on, at any rate, and agrees to accompany her down into the cellars to take a look.

Yes, of course they're going into the cellars alone with nothing but a flashlight. They're problem-solvers! Somehow they did not see the door slamming shut on them and Toby suddenly disappearing in ominous silence coming, and Maggie is left trying to get to the flashlight and crying in the dark.

This film gets you with the sting in its tail; out of all of the Phantom films I've seen, this joins the Argento/Barberini film as the only other one to successfully pull off a surprise plot on me. A frightening scene in which the wildly-swinging flashlight beam illuminates what appear to be several people around the room but are really just the Phantom holding up the masks made from different people Maggie knows ensues, more than a little reminiscent of the scene in which we lost Suzanne much earlier in the film, and eventually Maggie is knocked out and restrained in a mold-making chair that imprisons her entire body. She awakens to find the Phantom looming over her, Red Skulling it up, and when he puts his face back on learns that it was Toby the whole time. It's not Gates at all; it was all a massive, film-spanning red herring.

This looks less surprising in a review than it was in the film, because you have never heard of Toby until I mentioned him in the last paragraph and that's pretty suspicious. But the truth is that it's done very well in the movie; Toby is a constant but comfortingly background presence, noticeable but unobtrusive, and he never gives away even the slightest clue as to his secret identity. Toby, who explains everything in a ranting infodump that Villard somehow manages to keep engaging and interesting despite it going on for a while, was a child at the theatre with his mother when The Possessor was shown all those years ago; the ensuing fire killed her and left him horribly disfigured. In his trauma and rage, he has transferred his desire for revenge from Gates to his daughter.

A lot of classic Phantom story things are going on here, not least the constant pendulum-swing (played beautifully by Villard, one of only good actors in the movie) between Toby screaming at Maggie to look at his face (which she usually seems to be unable to do, eyes squeezed tight with fear) and to stop looking at him; it's very obviously a parallel to Leroux's unmasking scene, but in an inverted form in which the Phantom is the initial aggressor. Villard's portrayal of a particularly reasoned kind of aggression is pretty amazing, and his ostractized rage, combined with the slow building of Toby's face over his own, piece by prosthetic piece, is powerfully disturbing (especially when he stops and just wanders around with half of Toby's face for the rest of the scene).

Less exciting is his screaming about grafts and prosthetics, and how much work he's had done but no one can fix his problems. You have to pretty much just assume he's deluded and none of that ever happened, because that skull-like wasteland has not had any kind of plastic surgery done to it (for god's sake, it has VISIBLE IRON STAPLES in it); I like the theory that he may have attempted to "fix" his face himself rather than going to specialists, and in his distorted mental state doesn't recognize the difference. It's a better idea than Herrier trying to convince us that he's had actual surgery done, at any rate. As another epically silly bonus, his eyes have yellow irises now... from fire. Apparently.

His motivations are finally explained here, and they're surprisingly poignant: clearly unhinged but still trying to think rationally, he's decided that since the fire was caused by Gates being killed before he could finish the film, if the performance had finished as it was meant to (i.e., with Maggie's death), there would have been no fire. Delusionally attempting to change the past by reenacting it, he plans to show the film at the end of the horrorthon and kill her onstage himself, this time completing the movie and rewriting the past. His piteous moan that then the disaster won't happen and he won't be hurt is a heartstring-plucker (even for Maggie, who can only stare at him and say, in defeated despair, "That makes perfect sense"), made even more poignant by the telling fact that the first thing he says won't happen is not his disfigurement, but his mother's death. Even though he hardly ever touches on it again, in that moment it's clear that his mother's death is what really sent him over the edge, not his own physical troubles (an interesting choice for a Phantom figure that I wish I'd gotten to see more of).

In case you're like me and you were sad about Wallace's departure, though, never fear: she's here! Toby has not killed her after all, but rather imprisoned her in a body-sized plaster cast that allows her no movement. It's sculpted in the shape of a human in shooting stance, with her gun molded into its hand; Toby is serious about reenacting this just as it occurred, and so Suzanne must be present with her gun in the wings, but this time unable to successfully prevent Maggie's death.

Not content to let any of the film students finish out the night (his reasoning is still unclear, but it seems that it's a case of envious anger - they've had the lives he wasn't able to have), the Phantom departs back upstairs, leaving Maggie and Suzanne to cry in the basement, and kills another student by forcing him to choke down poison gas during The Stench (I still don't know why the deaths match the movies, though, unless he just finds it entertaining). The only student to live is a wisecracking girl dressed as a naughty nurse; when Toby enters disguised as another student and prepares to kill her, she picks up where her conversation with said student last left off, which just happens to be a discussion of the enormous crush she has on Toby and how she doesn't think he would ever notice her. As we saw with Tina, women treating him nicely is something of a confusion trigger for the Phantom; in the end, he retreats and leaves her untouched and confused, out of deference, one must suppose, to the fact that she liked him at all (even without knowledge of his disfigurement). When he returns to his lab under the theatre, Villard pulls off a truly amazing mad maestro tantrum, in which he rants and rails against the absent girl for her ignorance and heartlessness, all the while clearly still affected by her interest in his alter ego.

Mark, who has been continuing to have trouble and has had to be rescued by a little girl after nearly getting punched to death by his date's new date (understandably, she got tired of being left alone in the theater while he chased Maggie around), realizes at this point that his lady-love has gone fully missing and he will need to step up to his Raoul role and figure out what's going on. A little backtracking leads him across town to Toby's address, where he discovers the landlord lamenting over the state of the place, which is a den of horrors filled with articles, pictures, and stills relating to The Possessor and the disaster that was its first showing, not to mention a tub full of body parts (clueing us in to the fact that Toby has apparently been a successful serial killer for quite a while before latching onto Maggie).

Meanwhile, Toby is puttin' on the ritz; he gets dolled up in a tuxedo (again, reminiscent of Leroux's Phantom, especially with the skull-like - albeit flaming red - head), positively giddy over the imminent fruition of his plan. When he struts out into the crowd after setting Maggie up, drugged and restrained, on the stage, he does so proudly and without pause; like Leroux's Red Death, he is walking unafraid among the normal people who have all dressed up themselves, an invisible part of the masquerade. Even this late in the game, after his mortal origins are all explained, he retains a touch of the supernatural: when he calls for lights, lights change and come on, even though there's no reason whatsoever for them to do so.

As we knew he would after seeing Suzanne, Toby fully reenacts the long-ago disaster, first showing The Possessor on the screen and then striding through the crowd, booing it until they join in, making sure that the critical censure of Gates' film is represented. Villard does an amazing job of playing Toby in this final scene, calling upon the audience (whom he refers to variously as his "heart", "soul" and, "sustenance", bringing in the idea of the performance as paramount) to ask if he should kill the hapless Maggie, claiming that he will not do it without their approval; of course, since they think they're watching a show and are here to see horror, he knows they won't disappoint him.

Though Villard's performance is dominating the screen, Mark eventually manages to triumph through his own ineptitude, arriving in the nick of time to attempt to swing manfully onto the stage but in fact falling on his face, accidentally loosening the ties that are keeping the giant mosquito in place. In triple dramatic irony, it swings down, impales Toby and proceeds to electrocute him (from cables it breaks on the way down) as well as trailing pieces of rope everywhere, combining the first three violent deaths he visited on students in the film. The crowd, who still think they're watching a staged performance, goes absolutely wild, and the final shot of Toby's inert body swinging from the ceiling while the people cheer reminded me strongly of the final scene in the 1974 de Palma/Finley film.

There's a surprising amount of thought and creativity put into this film, and I was sorry to grade it so low (though bad special effects, unremarkable actors, occasionally lazy plotting and a few key awful scenes made it unavoidable); nevertheless, it's interesting and fun and hits a lot of the right notes, something I was completely not expecting to find here. The lump of coal in my breast warmed, just the tiniest amount.

By the way, it's never explicitly stated in the film, but it seems pretty clear, after having watched the whole thing through, that Mr. Mnesyne probably does not actually exist; this is likely to be the Phantom, setting things in motion for his own drama. He never appears again, except in that first scene where he conveniently dumps all these things on the kids for free, and his only-sort-of-subtle name combined with the film reel they find he has "accidentally" left in one of the trunks make it something of a foregone conclusion that he must be a constructed persona. But it's done beautifully, and as a viewer at that point in the movie you have no idea that he's not just wonderful old Ray Walston.

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